Valentine’s Day had come again. Everyone was out doing something with that special someone whether it was going to the movies, eating at fancy restaurants, or just spending some time in bed. However there was one girl who was enjoying Valentine’s night alone, or at least was trying too. Rainbow Dash sat alone in her home chugging down her third soda and eating her fourth bag of chips.

“Stupid holiday,” she said bitterly to herself “If no guy out there sees what a catch I am it’s no skin off my back.” Rainbow threw her empty can of soda at the wall. She had never been much for love or any of that mushy stuff, but the fact that nobody had asked her out her entire life had finally started to take its toll on her ego.

“Fuck this,” Rainbow said as she stood up and walked to her bedroom. She changed into her pajamas, brushed her teeth, and started to get into bed. Just as she started to nod off she heard her doorbell ring. Who could that be this late at night? Rainbow ignored it, chances are it was nothing important. The doorbell rang three more times.

“Alright already, geez,” Rainbow got up and opened her front door only to see her friend Fluttershy standing there, her hair gently blowing in the wind. “Fluttershy? What are you doing here?”

“I came to see you, I know how being lonely on Valentine’s Day makes you sad,” Fluttershy smiled. “I was hoping I could give you some company tonight.”

“I don’t need your pity...but….do what you want,” While Rainbow was glad to see her friend she wasn’t in the mood for socializing. Rainbow Dash walked back to her room Fluttershy at her heels.

“I only want to see you happy,” Fluttershy said happily. “After all I’m single too.” Rainbow winced at the sound of the word single. Rainbow layed in bed as Fluttershy changed into her nightgown and got in bed with her. Rainbow knew it wasn’t the same but she felt...better with Fluttershy in her bed. At least for once she wouldn’t be completely alone this Valentine’s night. Rainbow once again started to nod off but soon felt Fluttershy fidgeting around next to her.

“Hey Fluttershy, you ok over there?” Rainbow asked. Fluttershy stopped fidgeting and looked up at the ceiling.

“Rainbow Dash, have you ever wondered what it feels like to do it with a man?”

“What?” Rainbow dash couldn’t believe Fluttershy had just asked that. She was always so timid and shy, she would never speak about something like that openly. Fluttershy sat up in the bed.

“Right now many people are making love, doesn’t that make you jealous?” Fluttershy’s voice was deprived of her usual tone, she seemed...distant.

“I...I never really think about it,” Rainbow replied trying not to sound like it bothered her that so many others had found love. “I have more important things to worry about.”

“What about….doing it with a girl?” Fluttershy asked. Rainbow Dash quickly sat up and looked at Fluttershy with utter disbelief. Where was this coming from?

“Fluttershy, what’s gotten into you? Stop acting weird,” Rainbow had definitely been caught off guard by Fluttershy’s sudden and unusual questions. She wasn’t sure how to react at all.

“Is it weird?” Fluttershy asked as she turned towards Rainbow. “Is it weird to make love to someone you care about, someone you love? If it makes them happy who cares if they are the same gender.”

“Ok ok, calm down,” Rainbow said putting her arm around her friend. “I didn’t mean anything by it. Of course it's ok if both people are happy.” Fluttershy rested her head on Rainbow’s shoulder.

“Rainbow, where do you think we will be in a few years?” Fluttershy’s soft voice had returned and Rainbow looked up at the ceiling as she talked.

“Well with any luck I will be going to college on a sports scholarship and then...ah!” Rainbow gasped as a wave of pleasure shot through her body. She looked down and her eyes widened as she saw Fluttershy had slipped her hand under her pajama top and was squeezing her left breast. “Flu..Fluttershy..what are you doing?” Rainbow struggled to speak as Fluttershy continued to squeeze ignoring Rainbow’s words. Rainbow wanted to grab Fluttershy’s hand to remove it from her breast, but her body felt paralyzed.

“Look Rainbow, your nipples are getting hard,” Fluttershy said cheerfully. “I knew it, there is a sensitive girl under that tough appearance.” Rainbow watched as Fluttershy removed her hand from under her top and looked down to witnessed her own nipples slowly get harder.

“No, that's not true. I’m not sensitive,” Rainbow protested. Fluttershy giggled.

“You are, just like I am….see?” Rainbow turned and looked at Fluttershy. She could she Fluttershy’s erect nipples sticking out under her gown. “Seeing you like this, all happy and full of pleasure, makes me happy.” Rainbow couldn’t take her eyes off of Fluttershy’s chest. She knew that small tinge of pink under her her white gown where nipples just begging to be touched. Rainbow had regained some control over her body again. She started to reach out towards Fluttershy’s chest but was suddenly paralyzed again.

“Wh..where are you putting your hand?” Rainbow gasped as she felt Fluttershy’s hand slip into her pajama bottoms.

“Oh wow, you're already all moist down there,” Fluttershy said happily. She started rubbing the outside of Rainbow’s pussy lips slowly and softly as Rainbow’s soft and long moans filled the air. Rainbow had never felt anything like this, and it was Fluttershy who was making her feel it. She felt nothing, nothing but Fluttershy’s fingers going up and down her pussy, it was pure ecstasy and pleasure. Rainbow felt Fluttershy’s other hand grab her breast again and let out a loud squeak. Fluttershy giggled as she started massaging Rainbow’s breast with one hand and started quickly moving her fingers in and out of Rainbow’s pussy with the other. Rainbow’s soft moans had turned into howls as she felt Fluttershy’s fingers go deeper and faster into her while the other hand pinched her nipple. Faster and faster Fluttershy moved her fingers in and out of her friend. “This is all for you Rainbow Dash.”

“Fluttershy...ah...stop,” Rainbow pleaded as a small stream of cum squirted out of her pussy. “I’m gonna….I’m gonna..” Rainbows body twitched as the pleasure started to overwhelm her.

“Yes Rainbow,” Fluttershy said excitedly. “Your happy, your so happy. I can feel it.”

“I’m gonnaaaAAAAHHHH!” Rainbow screamed as her vaginal juices flowed freely and strongly from her pussy soaking both Fluttershy’s hand and her own pajama bottoms. Rainbow gasped as she fell back onto her bed. She could feel her heart pounding, her body hotter than ever before, and above her sat Fluttershy with a warm smile. Rainbow’s body twitched as she tried to say something, move anything, but she could do nothing but gasp for air.

“No one has ever touched you like that before have they?” Fluttershy said warmly. “I can tell, not even you have touched yourself like that. I’m glad to be the first to make you experience happiness like that.” Fluttershy wiped her hand off on Rainbows breast causing Rainbow to twitch and gasp with pleasure. “Goodnight Rainbow.” Fluttershy got off the bed and started towards the door.

“Wait!” Rainbow said weakly still unable to move. “Where are...you going?”

“I came here to make you happy and I accomplished just that,” Fluttershy said beaming at her friend. “All I ever want is my friends to be happy no matter what.” With that Fluttershy left Rainbows house.

Rainbow lay in her bed still unable to comprehend what had just taken place. She winced as feeling came back to her body and realized how wet her bottoms were. A thousand questions zoomed through Rainbow’s head. Where had that come from all of a sudden? When did Fluttershy become so bold? Why did Fluttershy choose her? She lay there in a pool of her own sweat and cum as she started to realize the horror of what happened. She, Rainbow Dash, had been rendered completely helpless at the hands of Fluttershy. FLUTTERSHY! The most timid person she and everyone else ever knew, and she was dominated by her. Rainbow covered her face with her hands. She had never been more humiliated. If this ever got out….no….she could never let it get out. She knew what she had to do. She had to be the dominant one.

“No one will ever know Fluttershy made me her bitch!” Rainbow yelled.

Author's Note

Just a simple clop fic for my first fic. I don't think I have reached my full potential as a writer yet but I hope some of you enjoy. Not all of my fics will be clop fics for the record.